Section 48: Variation of shareholders' rights

Q: What does Section 48 of The Companies Act, 2013 (CA 2013) deal with?

Section 48 CA 2013 pertains to "Variation of shareholders' rights". It is part of the The Companies Act, 2013, a legislation enacted by the Parliament of India. Section 48 of The Companies Act, 2013 (CA 2013) governs variation of shareholders' rights.

Q: Is Section 48 CA 2013 still in force?

Yes, Section 48 of the The Companies Act, 2013 is currently in force across the Republic of India.

Q: What is धारा 48 CA 2013?

धारा 48 CA 2013 is the Devanagari Hindi reference for Section 48 of the The Companies Act, 2013. Section 48 of The Companies Act, 2013 (CA 2013) governs variation of shareholders' rights.

Q: What is Dhara 48 CA 2013?

Dhara 48 CA 2013 is the Roman Hindi reference for Section 48 of the The Companies Act, 2013. "Dhara" means "Section" in Hindi. Section 48 of The Companies Act, 2013 (CA 2013) governs variation of shareholders' rights.

Q: How to cite Section 48 of The Companies Act, 2013?

Cite as: "Section 48, The Companies Act, 2013 (CA 2013)" in legal briefs. For academic writing, use the BlueBook format: The Companies Act, 2013, 2013, § 48 (India).

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(1) Where a share capital of the company is divided into different classes of shares, the rights attached to the shares of any class may be varied with the consent in writing of the holders of not less than three-fourths of the issued shares of that class or by means of a special resolution passed at a separate meeting of the holders of the issued shares of that class,—

if provision with respect to such variation is contained in the memorandum or articles of the company; or
in the absence of any such provision in the memorandum or articles, if such variation is not prohibited by the terms of issue of the shares of that class:

Provided that if variation by one class of shareholders affects the rights of any other class of shareholders, the consent of three-fourths of such other class of shareholders shall also be obtained and the provisions of this section shall apply to such variation.

(2) Where the holders of not less than ten per cent. of the issued shares of a class did not consent to such variation or vote in favour of the special resolution for the variation, they may apply to the Tribunal to have the variation cancelled, and where any such application is made, the variation shall not have effect unless and until it is confirmed by the Tribunal.

(3) The application under sub-section (2) must be made within twenty-one days after the date on which the consent was given or the resolution was passed, as the case may be, and may be made on behalf of the shareholders entitled to make the application by such one or more of them as they may appoint in writing for the purpose.

(4) The Tribunal, after hearing the applicant and any other persons who apply to the Tribunal to be heard and after such further inquiry, if any, as it thinks fit, may, if it is satisfied, having regard to all the circumstances of the case, that the variation would prejudice the shareholders of the class represented by the applicant, disallow the variation, and shall, if not so satisfied, confirm the variation.

(5) The decision of the Tribunal on any application under this section shall be binding on the shareholders of the class.

(6) The company shall, within thirty days from the date of the order of the Tribunal, file a copy of the order with the Registrar.